STRATEGIC PARTNERSHIP
AGREEMENT

    


    THIS AGREEMENT is made
effective as of the 19th day of
December 2009.

    


    BETWEEN:

    


    VIKING
INVESTMENTS GROUP LLC, (VIKING)

    a Nevada
corporation

    The
Exchange Building,

    299
TongRen, 10th
Floor,

    Shanghai,
200040, P.R. China

    


    (hereinafter
called "VIKING")

    OF
THE FIRST PART

    


    AND:

    SINOCUBATE, INC.

    a Nevada
corporation,

    65
Broadway, 7th
Floor

    New York,
NY 10006, USA

    


    (hereinafter
called “SINOCUBATE")

    OF
THE SECOND PART

    


    WHEREAS, VIKING is in the business of
providing consultant services to business entities in the Peoples Republic of
China (the “PRC”) related to their endeavors to becoming publicly listed
companies in the United States,

    


    WHEREAS,
VIKING owns shares of common stock of Renhuang Pharmaceuticals, Inc., a publicly
listed company in the United States, (the “RENHUANG SHARES”) focused on the
production and distribution of neutraceutical products with the majority of its
business in the PRC,

    


    WHEREAS, SINOCUBATE desires to become a
Chinese business incubator focused on businesses in the PRC,

    


    WHEREAS, SINOCUBATE is interested in
exchanging new restricted shares in itself in exchange for the RENHUANG
SHARES,

    


    NOW
THEREFORE, the parties agree as follows:

    


    
      	
               
      

            	
              1.

            	
              Strategic
      Partnership

            


    

    


    As of the
signing of this Agreement, SINOCUBATE will:


    
      
         


      

      
         


        
          

        

      

      
         


      

    

    


    
      
        	
              	
                (A)

              	
                Issue
      to Viking Fifteen-Million (15,000,000) newly issued restricted shares of
      its common stock, par value $0.01 in consideration for its right to
      acquire Twenty-Five percent (25%) of all net equity received by Viking
      from its potential future Chinese Clients (“Transaction” or plural
      “Transactions”) in exchange for newly issued shares of common stock of
      SinoCubate, calculated as fair value, to be issued at the time of each
      potential future Transaction, and its integration with the business of
      Viking Investments.

              


      

      


      
        	
              	
                (B)

              	
                Issue
      to Viking Four-Million-Seven-Hundred-Thousand (4,700,000) shares of its
      common stock, par value $0.01 in consideration for One Hundred Thousand
      (100,000) common stock of Renhuang Pharmaceuticals, Inc., (“Renhuang”)
      currently owned by Viking.

              


      

       

    

    
      	
               
      

            	
              2.

            	
              Share Exchange
      ratio.

            


    

    


    In determining the fair value of the
shares, SINOCUBATE and VIKING have taken into consideration among other things
the December 30, 2008 released report by the Securities and Exchange Commission
(SEC) on fair valuation.  The SEC report recommends “improvements
to existing practice including reconsidering the accounting for impairments and
the development of additional guidance for determining fair value of investments
in inactive markets”.

    


    
      	
            	
              3.

            	
              Office.

            


    

     

    
      SinoCubate will have the right, at no charge, to use Viking’s offices in Shanghai, China, including staff and complete
facilities as its own, from where SinoCubate will Operate pursuant to this Strategic Partnership Agreement.


    

     

    
      	
               
      

            	
              4.

            	
              Termination

            


    

     

    This
Strategic Partnership Agreement is valid until terminated with thirty (30) days
written (electronic or by other means) notice of termination, which shall be
effective, upon receipt. Notwithstanding a termination, the Parties agree that
SinoCubate shall be entitled to its compensation pursuant to Section 1 (A)
hereof in the event that a closing of a Transaction occurs.


    
      
         


      

      
         


        
          

        

      

      
         


      

    


    
      	
               
      

            	
              5.

            	
              Miscellaneous.

            


    

    


    The
Parties agree, without the need for any additional consideration, to execute
such other and further instruments, documents and agreements and to perform such
other acts as may be reasonably required to effectuate the purposes of this
Strategic
Partnership Agreement.  This Strategic Partnership Agreement
constitutes the entire understanding between VIKING and SINOCUBATE with respect
to the subject matter hereof and may not be amended, modified or supplemented
except by a written instrument signed by all of the parties
hereto.  This Strategic Partnership Agreement shall be governed by and
construed according to the laws of the State of New York without regard to the
conflicts of law principles thereof.  This Strategic Partnership
Agreement may be executed in any number of counterparts, each of which shall be
deemed an original and enforceable against the parties actually executing such
counterpart, and all of which, when taken together, shall constitute one
instrument.  Facsimile execution and delivery of this Strategic
Partnership Agreement is legal, valid and binding execution and delivery for all
purposes.

     

    
      	
               
      

            	
              6.

            	
              Governing Law, Dispute
      Resolution and Jurisdiction.

            


    

     

    This
Strategic Partnership Agreement shall be governed by and construed in accordance
with the laws of the state of New York without giving effect without giving
effect to the conflicts of laws principles thereof.  All disputes,
controversies or claims (“Disputes”) arising out of or relating to this
Strategic Partnership Agreement shall in the first instance be the subject of a
meeting between a representative of each party who has decision making authority
with respect to the matter in question.  Should the meeting either not
take place or no result in a resolution of the Dispute within twenty (20)
business days following notice of the Dispute to the other party, then the
Dispute shall be resolved in a binding arbitration proceeding to be held in the
City and state of New York, United States of America in accordance with the
international rules of the American Arbitration Association.  The
parties agree that a panel of three arbitrators shall be
required.  Any award of the arbitrators shall be deemed confidential
information for a period of five years.  The arbitrators may award
attorney’s fees and other arbitration related expenses to the prevailing party
in their sole discretion.

     

    
      	
               
      

            	
              7.

            	
              Entire
      Agreement.

            


    

     

    This Strategic Partnership Agreement represents the entire understanding of the Parties with respect to their business
relationship with one another and supersedes all prior representations, discussions, understandings and agreements.
Neither Strategic Partnership Agreement, nor any provisions hereof ma be amended, waived modified or discharged except an
agreement in writing signed by both Parties.


     

    [SIGNATURES
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                    SINUCUBATE,
      INC.

                  	 
      	 
      
	 
      	 
      	 
      
	
                    By:

                  	
                    /s/ Tom Simeo

                  	 
      	
                    Date:
      December 19, 2009

                  
	 
      	
                     
      Chairman

                  	 
      	 
      
	 
      	 
      	 
      
	
                    VIKING
      INVESTMENTS GROUP LLC

                  	 
      	 
      
	 
      	 
      	 
      
	
                    By:

                  	
                    /s/ Tom Simeo

                  	 
      	
                    Date:
      December 19, 2009

                  
	 
      	
                     
      Chairman